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Microlesson · 5-min read

CSR – Set-off of Excess Amount Spent

## Set-Off of Excess CSR Spending

When a company spends more than the mandated 2% of average net profits on CSR in a financial year, it is permitted to carry forward and set off the excess amount.

### Key Rules

  • Set-off window: Excess may be set off against the CSR obligation of the immediately succeeding 3 financial years.
  • Conditions to be satisfied (both must apply):

1. The excess amount available for set-off shall NOT include any surplus arising out of CSR activities (e.g., interest, sale proceeds from CSR projects).

2. The Board of Directors must pass a Board Resolution authorising such set-off.

### Why this matters

This encourages companies to spend more than the minimum in any given year without the worry of the additional spend being lost. The conditions ensure that the surplus generated from CSR (which belongs to the CSR pool itself) does not get diverted into a 'set-off cushion' for future obligations.

Worked example

### Example 1

Example: XYZ Ltd. has a CSR obligation of ₹50 lakh in FY 2024-25 but actually spends ₹75 lakh. The excess ₹25 lakh can be set off against the CSR obligation of FY 2025-26, FY 2026-27, or FY 2027-28 — provided the Board passes a resolution and the ₹25 lakh does not include any surplus generated from CSR activities.

⚠️ Common exam mistakes

  • Treating surplus arising out of CSR activities as part of the set-off entitlement — it must be excluded.
  • Assuming the set-off is automatic; a Board Resolution is mandatory.
  • Carrying the set-off beyond 3 succeeding financial years.
Bare-Act text Rule 7(3) · Companies (CSR Policy) Rules, 2014 · click to expand
Where a company spends an amount in excess of requirement provided under section 135, such excess amount may be set off against the requirement to spend up to immediate succeeding three financial years subject to the conditions that – (i) the excess amount available for set off shall not include the surplus arising out of the CSR activities, if any; (ii) the Board of the company shall pass a resolution to that effect.
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